Dissenting Units definition

Dissenting Units means the Units held by Dissenting Unitholders in respect of which Dissent Rights have been and remain validly exercised at the Effective Time.
Sample 1Sample 2
Dissenting Units has the meaning set forth in Section 3.5(a).
Sample 1Sample 2
Dissenting Units has the meaning set forth in Section 2.11(a).
Sample 1

Examples of Dissenting Units in a sentence

  • Subject to the terms and conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of any holder of Company Interests, each unit of Company Interest held in the Company’s treasury or owned by the Company, Parent or Merger Sub immediately prior to the Effective Time shall be cancelled and extinguished without any payment of any consideration therefor (such units of Company Interests, together with any Dissenting Units, the “Disregarded Units”).

  • Each holder of Dissenting Units who, pursuant to the provisions of the Act, becomes entitled to payment of the fair value of such shares shall receive payment therefor in accordance with the Act (but only after the value therefor shall have been agreed upon or finally determined pursuant to the Act).

  • Dissenting Units shall be treated in accordance with the Dissenter’s Act.

  • At or prior to the Effective Time, Belpointe PREP shall deposit, or cause to be deposited, with the Exchange Agent, for the benefit of the holders of the XXXXX Units, evidence of Class A Units in book-entry form representing the Class A Units issuable for exchange pursuant to this Article III (such evidence of book-entry Class A Units, the “Exchange Fund”); provided that no such deposits shall be required to be made with respect to any Dissenting Units.

  • After the Effective Time, holders of Limited Partnership Units will cease to be, and will have no rights as, limited partners of the Partnership, and such holders’ rights will consist only of, (A) in the case of Limited Partnership Units other than Dissenting Units, the right to receive the consideration provided for in this Section 1.05 in respect of such units, and (B) in the case of Dissenting Units, the rights afforded to the holders thereof under the applicable provisions of the Act.

  • The Arrangement will also result in the subdivision of all of the issued and outstanding Units, other than Dissenting Units, on a three-for-one basis with the result that Unitholders of record on the Supplemental Declaration Effective Date, other than Dissenting Unitholders, will hold three Units for every one Unit held prior to the Supplemental Declaration Effective Time.

  • At the Effective Time, by virtue of the Merger and without any action on the part of the Parties or holders of any securities of XXXXX LLC or Merger Sub, subject to Section 2.1(a), each XXXXX Unit issued and outstanding immediately prior to the Effective Time (other than Dissenting Units) shall be automatically converted into the right to receive the Consideration, subject to the provisions of this Article III.

  • The Units representing Dissenting Units shall constitute no more than three percent (3%) of the issued and outstanding Units as of the Closing Date.

  • At the Company Effective Time with respect to the Company Merger or the Effective Time with respect to the Management Company Merger, any holder of Dissenting Units will cease to have any rights with respect thereto, except the rights provided in Sections 25.15.471 and 25.15.491 of the WA LLCA and as provided in the previous sentence.

  • Response: The Fund respectfully advises the Staff that the requested disclosure is currently provided in footnote 2 to the “Fees and Expenses” table.


More Definitions of Dissenting Units

Dissenting Units shall have the meaning set forth in Section 2.08.
Sample 1
Dissenting Units means Units in respect of which a registered Unitholder thereof has duly exercised his, her or its Arrangement Dissent Rights;
Sample 1
Dissenting Units means those Trust Units in respect of which a registered Unitholder has duly exercised the rights of dissent provided to such Unitholder under the Interim Order;
Sample 1
Dissenting Units means Subversive Restricted Voting Units held by Dissenting Holders in respect of which Dissent Rights have been and remain validly exercised at the Effective Time.
Sample 1
Dissenting Units has the meaning set forth in Section 2.4.
Sample 1
Dissenting Units means the Trust Units in respect of which Dissenting Unitholders have exercised Dissent Rights;
Sample 1

Related to Dissenting Units

  • Dissenting Shares has the meaning set forth in Section 3.3.

  • Dissenting Share has the meaning set forth in Section 2.6 below.

  • Dissenting Shareholders has the meaning set forth in Section 2.06.

  • Dissenting Stockholders shall have the meaning set forth in Section 3.3.

  • Dissenting Shareholder means a registered Company Shareholder who has duly and validly exercised its Dissent Rights in accordance with the YBCA and the terms of the Interim Order and has not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights, but only in respect of the Company Shares in respect of which Dissent Rights are validly exercised by such registered Company Shareholder in accordance with the YBCA and the terms of the Interim Order;

  • Dissenting Stockholder has the meaning set forth in Section 2.7.

  • Appraisal Shares means Shares issued and outstanding immediately prior to the Effective Time that are held by any holder who is entitled to demand and properly demands appraisal of such Shares pursuant to, and who complies in all respects with, the provisions of Section 262.

  • Dissenting Holder means a registered holder of Shares as of the record date of the Meeting who has validly exercised its Dissent Rights and has not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights, but only in respect of the Shares in respect of which Dissent Rights are validly exercised by such holder.

  • Dissent Shares means Company Shares held by a Dissenting Shareholder and in respect of which the Dissenting Shareholder has validly exercised Dissent Rights;

  • Dissenters’ Shares has the meaning set forth in Section 4.07.

  • Dissenter means a shareholder who, being entitled to do so, sends written notice of dissent when and as required by section 242;

  • Dissent Rights means the rights of dissent in respect of the Arrangement described in the Plan of Arrangement;

  • Company Class B Common Stock means the Class B common stock, par value $0.01 per share, of the Company.

  • Company Shares has the meaning set forth in the Recitals.

  • Excluded Shares has the meaning set forth in Section 2.1(b).

  • Cancelled Shares has the meaning set forth in Section 3.1(a).

  • Company Stock means the common stock of the Company.

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Unvested LTIP Units has the meaning provided in Section 4.4(d) hereof.

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).

  • Company Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of the Company.

  • Vested LTIP Units has the meaning provided in Section 4.4(d) hereof.

  • Parent Class B Common Stock means the Class B Common Stock, par value $0.01 per share, of Parent.

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

  • LTIP Units means a Partnership Unit which is designated as an LTIP Unit and which has the rights, preferences and other privileges designated in Section 4.6 and elsewhere in this Agreement in respect of holders of LTIP Units. The allocation of LTIP Units among the Partners shall be set forth in the Partner Registry, as it may be amended or restated from time to time.